UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 10-Q/A

(Amendment No. 1)

 

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2012

 

or

 

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ________ to ________

 

Commission File Number: 2-88927

 

 

FIRST KEYSTONE CORPORATION

(Exact name of registrant as specified in its charter)

 

  Pennsylvania   23-2249083  
  (State or other jurisdiction of   (I.R.S. Employer  
  incorporation or organization)   Identification No.)  
         
         
  111 West Front Street, Berwick, PA   18603  
  (Address of principal executive offices)   (Zip Code)  

 

 

 

Registrant’s telephone number, including area code: (570) 752-3671

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x No ¨

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “small reporting company” in Rule 12b-2 of the Exchange Act.

  Large accelerated filer ¨ Accelerated filer x           
  Non-accelerated filer ¨ Smaller reporting company ¨

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ¨ No x

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practical date:

 

Common Stock, $2 Par Value, 5,456,193 shares as of August 8, 2012.

 

 
 

EXPLANATORY NOTE

 

We are filing this Amendment No. 1 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (the “Quarterly Report”), which was filed with the Securities and Exchange Commission on August 9, 2012, to furnish Exhibit 101 to the Form 10-Q, which provides certain items from our Form 10-Q formatted in Extensible Business Reporting Language (“XBRL”).

 

This Amendment No. 1 does not change, amend or alter any other section of the Quarterly Report not otherwise discussed herein and continues to speak as of the date of the Quarterly Report. Accordingly, this Amendment No. 1 should be read in conjunction with our other filings made with the Securities and Exchange Commission subsequent to the filing of the Quarterly Report.

  

 
 

 

 

Item 6.Exhibits and Reports on Form 8-K

 

(a)Exhibits required by Item 601 Regulation S-K

 

Exhibit Number Description of Exhibit
   
3i Articles of Incorporation, as amended.*
   
3ii By-Laws, as amended and restated (Incorporated by reference to Exhibit 3(ii) to the Registrant’s Report on Form 8-K dated January 14, 2011).
   
10.1 Supplemental Employee Retirement Plan (Incorporated by reference to Exhibit 10 to Registrant’s Report on Form 10-Q for the quarter ended September 30, 2005).
   
10.2 Management Incentive Compensation Plan (Incorporated by reference to Exhibit 10 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2010).
   
10.3 Profit Sharing Plan (Incorporated by reference to Exhibit 10 to Registrant’s Report on Form 10-Q for the quarter ended September 30, 2006).
   
10.4 First Keystone Corporation 1998 Stock Incentive Plan (Incorporated by reference to Exhibit 10 to Registrant’s Report on Form 10-Q for the quarter ended September 30, 2006).
   
14 First Keystone Corporation Directors and Senior Management Code of Ethics (Incorporated by reference to Exhibit 14 to Registrant’s Report on Form 8-K dated January 9, 2007).
   
31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.*
   
31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.*
   
32.1 Section 1350 Certification of Chief Executive Officer.*
   
32.2 Section 1350 Certification of Chief Financial Officer.*
   
101.INS XBRL Instance Document.**
   
101.SCH XBRL Taxonomy Extension Schema Document.**
   
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.**
   
101.DEF XBRL Taxonomy Extension Definition Linkbase Document.**
   
101.LAB XBRL Taxonomy Extension Label Linkbase Document.**
   
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.**

 

 

 

* Previously filed with First Keystone Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (filed on August 9, 2012).

 

** Attached as Exhibits 101 to this Form 10-Q/A Amendment No. 1 are documents formatted in XBRL (Extensible Business Reporting Language).  Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

 

The Corporation will provide a copy of any exhibit upon receipt of a written request for the particular exhibit or exhibits desired. All requests should be addressed to the Corporation’s principal executive offices.

 

 
 

FIRST KEYSTONE CORPORATION

 

 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly cause this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

  FIRST KEYSTONE CORPORATION
  Registrant
   
   
September 7, 2012 /s/ Matthew P. Prosseda
  Matthew P. Prosseda
  President and Chief Executive Officer
  (Principal Executive Officer)
   
   
   
September 7, 2012 /s/ Diane C.A. Rosler
  Diane C.A. Rosler
  Senior Vice President and Chief Financial Officer
  (Principal Accounting Officer)